0000730200-12-000027 Sample Contracts

INVESTMENT MANAGEMENT AGREEMENT Between
Investment Management Agreement • November 19th, 2012 • T. Rowe Price Tax-Free Short-Intermediate Fund, Inc.

This Investment Management Agreement (“Agreement”), made as of the 22nd of October, 2012, by and between T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC., a corporation organized and existing under the laws of the State of Maryland (hereinafter called the “Corporation”), and T. ROWE PRICE ASSOCIATES, INC., a corporation organized and existing under the laws of the State of Maryland (hereinafter called the “Manager”).

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AGREEMENT
Agreement • November 19th, 2012 • T. Rowe Price Tax-Free Short-Intermediate Fund, Inc. • Maryland

Page Article A Terms of Appointment/Duties of Price Associates 1 Article B Fees and Expenses 3 Article C Representations and Warranties of Price Associates 3 Article D Representations and Warranties of the Fund 4 Article E Ownership of Software and Related Material 4 Article F Quality Service Standards 4 Article G Standard of Care/Indemnification 4 Article H Dual Interests 7 Article I Documentation 8 Article J Recordkeeping/Confidentiality 8 Article K Compliance with Governmental Rules and Regulations 8 Article L Term and Termination of Agreement 9 Article M Notice 9 Article N Assignment 9 Article O Amendment/Interpretive Provisions 10 Article P Further Assurances 10 Article Q Maryland Law to Apply 10 Article R Merger of Agreement 10 Article S Counterparts 10 Article T The Parties 11 Article U Directors, Trustee and Shareholders and Massachusetts Business Trust 11 Article V Captions 12

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